Filings Under the Public Utility Holding Company Act of 1935, as Amended (“Act”), 44410-44413 [E5-4110]
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Federal Register / Vol. 70, No. 147 / Tuesday, August 2, 2005 / Notices
facility; and to the licensee if the answer
or hearing request is by a person other
than the licensee. Because of potential
disruptions in delivery of mail to United
States Government offices, it is
requested that answers and requests for
hearing be transmitted to the Secretary
of the Commission either by means of
facsimile transmission to (301) 415–
1101 or by e-mail to
hearingdocket@nrc.gov, and also to the
Office of the General Counsel either by
means of facsimile transmission to (301)
415–3725 or by e-mail to
OGCMailCenter@nrc.gov. If a person
other than the Licensee requests a
hearing, that person shall set forth with
particularity the manner in which his
interest is adversely affected by this
Order and shall address the criteria set
forth in 10 CFR 2.714(d).
If a hearing is requested by the
licensee or a person whose interest is
adversely affected, the Commission will
issue an Order designating the time and
place of any hearing. If a hearing is held,
the issue to be considered at such
hearing shall be whether this Order
should be sustained.
Pursuant to 10 CFR 2.202(c)(2)(I), the
licensee may, in addition to demanding
a hearing, at the time the answer is filed
or sooner, move the presiding officer to
set aside the immediate effectiveness of
the Order on the grounds that the Order,
including the need for immediate
effectiveness, is not based on adequate
evidence but on mere suspicion,
unfounded allegations, or error.
In the absence of any request for
hearing, or written approval of an
extension of time in which to request a
hearing, the provisions specified in
Section III above shall be final twenty
(20) days from the date of this Order
without further order or proceedings. If
an extension of time for requesting a
hearing has been approved, the
provisions specified in Section III shall
be final when the extension expires if a
hearing request has not been received.
An answer or a request for hearing
shall not stay the immediate
effectiveness of this order.
Dated at Rockville, Maryland, this 25th day
of July 2005.
For the Nuclear Regulatory Commission.
R.W. Borchardt,
Acting Director, Office of Nuclear Reactor
Regulation.
[FR Doc. E5–4097 Filed 8–1–05; 8:45 am]
SECURITIES AND EXCHANGE
COMMISSION
[File No. 1–12282 Correction]
Issuer Delisting; Notice of Application
of Corrpro Companies, Inc. To
Withdraw Its Common Stock, No Par
Value, From Listing and Registration
on the American Stock Exchange LLC
July 26, 2005.
On June 29, 2005, Corrpro Companies,
Inc., an Ohio corporation (‘‘Issuer’’),
filed an application with the Securities
and Exchange Commission
(‘‘Commission’’), pursuant to Section
12(d) of the Securities Exchange Act of
1934 (‘‘Act’’) 1 and Rule 12d2–2(d)
thereunder,2 to withdraw its common
stock, no par value (‘‘Security’’), from
listing and registration on the American
Stock Exchange LLC (‘‘Amex’’). On July
21, 2005, the Commission issued a
‘‘Notice of Application of Corrpro
Companies, Inc. to Withdraw its
Common Stock, no par value, from
Listing and Registration on the
American Stock Exchange LLC
(‘‘Notice’’)’’.
Page one, paragraph two of the Notice
states that, ‘‘On April 14, 2005, the
Board of Directors (‘‘Board’’) of the
Issuer approved resolutions to withdraw
the Security from listing and registration
on Amex.’’ The correct date is June 27,
2005.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.3
Jonathan G. Katz,
Secretary.
[FR Doc. E5–4094 Filed 8–1–05; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 35–28004]
Filings Under the Public Utility Holding
Company Act of 1935, as Amended
(‘‘Act’’)
July 27, 2005.
Notice is hereby given that the
following filing(s) has/have been made
with the Commission pursuant to
provisions of the Act and rules
promulgated under the Act. All
interested persons are referred to the
application(s) and/or declaration(s) for
complete statements of the proposed
transaction(s) summarized below. The
application(s) and/or declaration(s) and
1 15
U.S.C. 78l(d).
CFR 240.12d2–2(d).
3 17 CFR 200.30–3(a)(1).
BILLING CODE 7590–01–P
2 17
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any amendment(s) is/are available for
public inspection through the
Commission’s Branch of Public
Reference.
Interested persons wishing to
comment or request a hearing on the
application(s) and/or declaration(s)
should submit their views in writing by
August 22, 2005, to the Secretary,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–9303, and serve a copy on the
relevant applicant(s) and/or declarant(s)
at the address(es) specified below. Proof
of service (by affidavit or, in the case of
an attorney at law, by certificate) should
be filed with the request. Any request
for hearing should identify specifically
the issues of facts or law that are
disputed. A person who so requests will
be notified of any hearing, if ordered,
and will receive a copy of any notice or
order issued in the matter. After August
22, 2005, the application(s) and/or
declaration(s), as filed or as amended,
may be granted and/or permitted to
become effective.
PNM Resources, Inc., et al. (70–10280)
PNM Resources, Inc. (‘‘PNM
Resources’’), a registered holding
company, PNMR Services Company
(‘‘Services’’), a wholly-owned service
company subsidiary of PNM Resources,
and Public Service Company of New
Mexico (‘‘PNM’’), a public utility
company subsidiary of PNM Resources,
all located at Alvarado Square (MS–
0920), Albuquerque, New Mexico 87158
and Texas-New Mexico Power Company
(‘‘TNMP’’), an electric public utility
subsidiary of PNM Resources, 4100
International Plaza, Fort Worth, Texas
76109 (collectively, ‘‘Applicants’’), have
filed an application-declaration
(‘‘Application’’) under sections 9, 10
and 13(b) of the Act and rules 54, 88,
90, 91 and 93 under the Act.
I. Background
PNM Resources is a holding company
that has recently registered under the
Act.1 Prior to June 6, 2005, PNM
Resource’s active subsidiaries included
PNM, Avistar Inc. (‘‘Avistar’’), a
nonutility company engaged in
developing and marketing power system
technologies, and PNMR Development
and Management Corporation (‘‘PNMR
Development’’), a company engaged in
contract administration concerning the
Luna Energy power generation project.
1 PNM Resources filed a notice of registration
under the Act on December 30, 2004. In PNM
Resources, Inc., Holding Co. Act Release No. 27934
(December 30, 2004), PNM Resources committed to
file this application to qualify its service company
under rule 88 within thirty days of registration; the
Application was filed January 28, 2005.
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Federal Register / Vol. 70, No. 147 / Tuesday, August 2, 2005 / Notices
On June 6, 2005, the Commission issued
an order (the ‘‘Acquisition Order’’)
authorizing PNM Resources to acquire
all of the voting securities of TNP
Enterprises, Inc. (‘‘TNP Enterprises’’), a
public utility holding company thenclaiming exemption by rule 2 under the
Act.2 The Acquisition Order authorized
Services to provide services to TNP
Enterprises and its active subsidiaries.
The Acquisition Order also authorized
transferring shared services employees
and their functions from subsidiaries of
TNP Enterprises to Services. As of June
6, 2005, the active subsidiaries of TNP
Enterprises included TNMP, FCP
Enterprises, Inc., a Delaware
corporation, and an intermediate
subsidiary parent of First Choice Power
Special Purpose, L.P. (‘‘First Choice’’),
and First Choice, an energy-marketer.3
The recipients of such services are
referenced herein as ‘‘Service
Recipients.’’
II. Current Requests
Applicants seek authorization for the
continued operation of Services and for
it to continue to provide services, at cost
in accordance with the Commission’s
regulations, to PNM Resources and to
PNM Resources’ other active
subsidiaries: PNM, Avistar, Inc., PNMR
Development,4 TNMP, FCP Enterprises,
Inc. and First Choice. These services are
to be provided in accordance with rules
90 and 91 under the Act. As of January
1, 2005, PNM Resources ceased
providing services, which required
personnel, to its affiliates and only
retained its lessor and sub-lessor
interest in office and office-related
properties used in its subsidiaries
operations. Services has entered into an
administrative services agreement
between PNM Resources and Services
(‘‘Services Agreement’’).5 Services
2 Holding Co. Act Release No. 27979 (June 1,
2005). TNP Enterprises has since filed a notification
of registration under the Act.
3 First Choice is a Texas limited partnership and
a bankruptcy remote special purpose entity
certificated retail electric (‘‘REP’’) provider in Texas
to which the original REP certificate of First Choice
Power was transferred pursuant to an Order of the
Public Utility Commission of Texas. A new
certificate was granted to First Choice Power, Inc.,
which is now First Choice Power, L.P., also a
subsidiary of TNP Enterprises and FCP Enterprises,
Inc. These entities are collectively called ‘‘First
Choice.’’
4 PNMR Development is engaged in contract
administration concerning the Luna Energy power
generation project. PNM Resources, Holding Co. Act
Release No. 27934 (December 30, 2004) describes
the Luna energy project and authorizes the
formation of subsidiaries for project development
purposes.
5 The only service function that will remain at
PNM Resources is the provision by it of access to
offices to Services and PNM. Otherwise, Services
proposes to provide its Serviced Recipients with all
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requests authorization to provide
services pursuant to rules 90 and 91 to
authorized affiliate Service Recipients
on terms substantially identical to the
Services Agreement. PNM and Avistar
have consented to the amendment and
assignment from PNM Resources to
Services of their previously existing
service agreements so as to conform to
the terms of the Services Agreement and
enable PNM Resources to cease
rendering affiliate services.
Applicants request authority under
section 13(b) of the Act for TNMP to
sublease and provide access to its
existing offices and related facilities
owned or leased by it at cost to Services
and to First Choice. TNMP’s leasehold
interests were obtained by TNMP prior
to the acquisition of TNP Enterprises by
PNM Resources. Before the acquisition,
TNMP provided certain shared services
to First Choice and TNPE Enterprises.
Prior to the acquisition, employees
occupied TNMP’s leased offices and
related facilities which are leased from
a non-affiliate. In connection with the
acquisition closing, the services
agreements between TNMP and First
Choice and between TNMP and TNP
Enterprises were terminated, and the
new services agreements initiated with
Services. The office space used by the
discrete group of ‘‘shared services’’
employees at the TNMP office building
will continue to be associated with
those employees (who will not need to
move physically), and the cost
associated with the space specific to
First Choice will be directly assigned to
First Choice. In light of the transfer of
shared services employees from TNMP
to Services, TNMP requests authority to
lease such offices and related facilities
at cost to Services, and authority for
Services to provide access at cost to a
portion of such offices and related
facilities to First Choice.
PNM Resources requests authority to
continue its practice of subleasing
insubstantial space in its Alvarado
Square office building to certain nonaffiliates. PNM Resources subleases
insubstantial space in its Alvarado
Square office building to several nonaffiliated tenants that are engaged in
businesses that pertain to the functions
of the complex.
Applicants further request that the
Commission authorize reporting under
rule 93 that is consistent with the form
of accounts required by rate regulatory
agencies, including Federal Power Act
Form 1, to the extent there is a conflict
between such accounts and those
prescribed pursuant to 17 CFR part 256.
administrative, management, and support services
as described in the Application.
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Applicants are not requesting relief from
rule 94. Services’ accounting and cost
allocation methods and procedures are
structured so as to comply with the
Commission’s standards for service
companies in registered holding
company systems. Services’ billing
system will use the ‘‘Uniform System of
Accounts for Mutual Service
Companies,’’ established by the
Commission for holding company
systems. Services will utilize the chart
of accounts specified in the Federal
Energy Regulatory Commission’s
(‘‘FERC’’) Uniform System of Accounts
for Public Utilities and Licensees (18
CFR 101).
Finally, PNM requests authority to
provide generating plant operating
dispatch services to its affiliates at cost
in compliance with rules 90 and 91.
Specifically, PNM requests authority to
provide joint dispatch services to its
affiliates in connection with PNM’s
generation resources and affiliate
generation resources at cost. PNM
Resources’ dispatch center supports its
control area function and will be
predominantly used to support PNM
plant dispatch and related transactions.
PNM provides electrical control services
from much of New Mexico, including
the services area of PNM and TNMP in
New Mexico.
III. Description of Services
Services’ capitalization consists of
1,000 shares of common stock, no par
value. It is anticipated that Services will
finance its business through working
capital, equipment and assets
contributed by PNM Resources and
issuance of debt securities exempted
under rule 52(b) to associate companies
or unaffiliated parties or otherwise
authorized by the Act, rules and
Commission orders. PNM Resources has
contributed to Services certain physical
property and contract rights as are
necessary for Services to succeed to the
services function previously performed
by PNM Resources. PNM Resources has
contributed $5 million cash to
Services.6 Approximately six hundred
employees have transferred to the
payroll of Services from PNM Resources
and its affiliates. In order to provide
substantially the same services as were
previously provided by PNM Resources,
Services has entered into leases and
subleases with PNM Resources to
occupy essentially the same office space
that PNM Resources used for corporate
support services at rates established at
cost. Applicants state that this
6 PNM Resources further intends to loan funds to
Services at the effective cost of capital as authorized
by rule 52(b).
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Federal Register / Vol. 70, No. 147 / Tuesday, August 2, 2005 / Notices
arrangement avoids the transactional
costs that would otherwise be incurred
in transferring property rights.
Applicants commit that no material
change in the organization of Services,
the type and character of the companies
to be serviced, the methods of allocating
cost to Service Recipients, or in the
scope or character of the services to be
rendered subject to section 13 of the
Act, or any rule or order under the Act,
shall be made unless and until Services
shall first have given the Commission
written notice of the proposed change
not less than 60 days prior to the
proposed effectiveness of any such
change. If, upon the receipt of any such
notice, the Commission shall notify
Services within the 60-day period that
a question exists as to whether the
proposed change is consistent with the
provisions of section 13 of the Act, or
of any rule under the Act, or
Commission order, then the proposed
change shall not become effective unless
and until Services shall have filed with
the Commission an appropriate
declaration regarding such proposed
change and the Commission shall have
permitted such declaration to become
effective.
Applicants have determined that the
existing methods of allocating costs
presented in the Services Agreement are
consistent with those approved by the
NMPRC on June 28, 2001. Under these
cost allocations, the costs for services
will be assigned to the companies that
cause or benefit from those services. All
charges for service shall be distributed
among Service Recipients, to the extent
possible, based on direct assignment.
Costs which cannot be directly charged
will be allocated using an appropriate
cost allocation methodology that will
take into account the cost causation of
the type of service to be allocated. The
application of a specific allocation
method will be determined based upon
principles of cost responsibility
traditionally applied in electric and gas
utility accounting and regulation such
that each functional area supported by
Services bears a fair share of fixed costs
in addition to paying the variable costs
associated with specific activities.
Charges for all services provided by
Services to its Service Recipients under
the Service Agreements will be on an
‘‘at cost’’ basis as determined under
rules 90 and 91 of the Act.
AGL Resources Inc. (70–10304)
AGL Resources Inc. (‘‘AGL’’), Ten
Peachtree Place, Suite 1000, Atlanta,
Georgia 30309, a registered holding
company has filed an applicationdeclaration under sections 6(a), 7, 9(a),
10, 11 and 12(b) of the Act.
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Generally, AGL requests authority to
organize and finance one or more direct
or indirect subsidiaries to engage in
certain gas- and energy-related
nonutility businesses in Canada, Mexico
and/or the United States.
I. Background
AGL distributes natural gas to more
than 2.2 million end-use customers
through public-utility company
subsidiaries organized in Georgia
(Atlanta Gas Light Company), Tennessee
(Chattanooga Gas Company), Virginia
(Virginia Natural Gas Inc. and Virginia
Gas Distribution Company) and New
Jersey (Pivotal Utility Holdings, Inc.).
Pivotal Utility Holdings owns and
operates utility facilities in New Jersey,
Florida and Maryland through the
following divisions: Elizabethtown Gas,
Florida City Gas, and Elkton Gas.
AGL is also involved in various
energy- and gas-related nonutility
businesses, including: retail natural gas
marketing to end-use customers in
Georgia; natural gas asset management
and related logistics activities for its
own utilities as well as for other nonaffiliated companies; operation of high
deliverability underground natural gas
storage; and construction and operation
of telecommunications conduit and
fiber infrastructure within select
metropolitan areas. The common stock
of AGL is listed on the New York Stock
Exchange.
Through various subsidiaries,
Sequent, LLC (‘‘Sequent’’), an indirect,
wholly-owned subsidiary company of
AGL, is engaged in the optimization of
natural gas assets, gas transportation
and storage, producer and peaking
services and the wholesale marketing of
natural gas. Sequent’s asset optimization
business focuses on capturing value
from idle or underutilized natural gas
assets, which are typically amassed by
companies via investments in, or
contractual rights to, natural gas
transportation and storage facilities.
Margins are typically created in this
business by participating in transactions
that balance the needs of varying
markets and time horizons. Sequent
provides its customers with natural gas
from the major producing regions and
market hubs primarily in the Eastern
and Mid-Continental United States.
Sequent also purchases transportation
and storage capacity to meet its delivery
requirements and customer obligations
in the marketplace. Sequent’s customers
benefit from its logistics expertise and
ability to deliver natural gas at prices
that are advantageous relative to the
other alternatives available to its enduse customers.
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II. Requests for Authority
AGL requests authority to acquire
interests in energy- and gas-related
nonutility businesses operating in
Canada, Mexico and/or the U.S
(‘‘Foreign Nonutility Businesses’’).7
Typically, these investments would be
made through one or more direct or
indirect subsidiaries of Sequent and
funded by acquisitions of equity and
debt securities of Foreign Nonutility
Businesses, borrowings from AGL’s
nonutility money pool by Foreign
Nonutility Businesses, and guarantees.
AGL would limit its direct and indirect
investments in Foreign Nonutility
Businesses to an aggregate amount not
to exceed $300 million (‘‘Investment
Limit’’) in the form of equity, debt and
guarantees, including nonutility money
pool borrowings, through September 31,
2008 (‘‘Authorization Period’’). AGL’s
public utility subsidiary companies
would not directly or indirectly acquire
any Foreign Nonutility Businesses and
they would not provide funding for,
extend credit to, or guarantee the
obligations of, Foreign Nonutility
Businesses.
The specific nonutility businesses in
which AGL seeks authorization to invest
include: (1) Energy management
services and other energy conservation
related businesses; (2) the maintenance
and monitoring of utility equipment; (3)
the provision of utility related or
derived software and services; (4)
engineering, consulting and technical
services, operations and maintenance
services; (5) brokering and marketing of
natural gas, electricity and other energy
commodities and providing incidental
related services, such as fuel
management, storage and procurement;
and (6) oil and gas exploration,
development, production, gathering,
transportation, storage, processing and
marketing activities, and related or
incidental activities. AGL does not seek
authority to acquire any assets that
would cause any subsidiary to be or
become an ‘‘electric-utility company’’ or
‘‘gas-utility company,’’ as those terms
are defined in sections 2(a)(3) and
2(a)(4) of the Act.
AGL requests authority for all Foreign
Nonutility Businesses to participate as
borrowers and lenders in the nonutility
money pool authorized by Commission
order dated April 1, 2004 (Holding Co.
Act Release No. 27828). Participation in
the nonutility money pool would
include unsecured short-term
borrowing, contributing surplus funds,
7 Investments in gas- and energy-related
businesses that may be acquired under rule 58
would be subject to the investment limits under
that rule, not the limit described below.
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Federal Register / Vol. 70, No. 147 / Tuesday, August 2, 2005 / Notices
DTCC and third party that is not a
registered clearing agency.
FICC’s rules currently allow for fee
collection arrangements with respect to
collection of fees from members. The
proposed rule change further clarifies
this practice and facilitates collection of
fees with respect to affiliates of
members.3 FICC will enter into
appropriate agreements with such
subsidiaries and others regarding the
collection of fees.
and lending and extending credit to
other nonutility money pool
participants.
For the Commission by the Division of
Investment Management, pursuant to
delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. E5–4110 Filed 8–1–05; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
III. Discussion
[Release No. 34–52124; File No. SR–FICC–
2005–09]
Self-Regulatory Organizations; Fixed
Income Clearing Corporation; Order
Granting Approval of a Proposed Rule
Change Relating to the Collecting of
Fees for Services Provided by Other
Entities
July 26, 2005.
I. Introduction
On May 3, 2005, Fixed Income
Clearing Corporation (‘‘FICC’’) filed
with the Securities and Exchange
Commission (‘‘Commission’’) proposed
rule change SR–FICC–2005–09 pursuant
to Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’).1 Notice
of the proposal was published in the
Federal Register on June 13, 2005.2 No
comment letters were received. For the
reasons discussed below, the
Commission is granting approval of the
proposed rule change.
II. Description
The proposed rule change amends
FICC’s rules to allow FICC to collect fees
for services provided by unregulated
subsidiaries of The Depository Trust
and Clearing Corporation (‘‘DTCC’’ and
by other entities. FICC is a subsidiary of
DTCC. Members of FICC and their
affiliates may from time to time utilize
the services of DTCC subsidiaries that
are not registered as clearing agencies
with the Commission. Such subsidiaries
include Global Asset Solutions LLC and
DTCC Deriv/Serv LLC. In addition,
members of FICC and their affiliates
may utilize the services of other third
parties. FICC has determined that it
would be more efficient and less costly
if the fees that members agree to pay for
such services were collected by FICC
rather than through independent billing
mechanisms that would otherwise have
to be established by each subsidiary of
1 15
U.S.C. 78s(b)(1).
Exchange Act Release No. 51789,
(June 6, 2005), 70 FR 34169.
2 Securities
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Section 17A(a)(1)(B) of the Act
provides that inefficient procedures for
clearance and settlement impose
unnecessary costs on investors and
persons facilitating transactions by and
acting on behalf of investors.4 Although
the services provided by unregulated
DTCC subsidiaries and by other third
parties are not core clearance and
settlement services, they are related to
the clearance and settlement operations
of FICC and of its members. By
streamlining the fee collection process
for these services so that FICC’s
members will pay these fees to FICC as
a part of their normal monthly FICC
bills, the proposed rule change should
help to improve efficiency in the
operations of FICC members and
thereby should remove unnecessary cost
for FICC members and for the persons
(i.e., the DTCC subsidiaries and the
other entities providing services to FICC
members) facilitating transactions by
and acting on behalf of investors.
Accordingly, the Commission finds that
the proposed rule change is consistent
with the requirements of section 17A of
the Act.
IV. Conclusion
On the basis of the foregoing, the
Commission finds that the proposed
rule change is consistent with the
requirements of the Act and in
particular section 17A of the Act and
the rules and regulations thereunder.
It is therefore ordered, pursuant to
section 19(b)(2) of the Act, that the
proposed rule change (File No. SR–
FICC–2005–09) be and hereby is
approved.
For the Commission by the Division of
Market Regulation, pursuant to delegated
authority.5
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. E5–4112 Filed 8–1–05; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34-52133; File No. SR–NASD–
2005–068]
Self-Regulatory Organizations;
National Association of Securities
Dealers, Inc.; Order Approving
Proposed Rule Change Regarding a
New Order Type for the Pre-Market
Trading Session
July 27, 2005.
On May 25, 2005, the National
Association of Securities Dealers, Inc.,
through its subsidiary, The Nasdaq
Stock Market, Inc. (‘‘Nasdaq’’), filed
with the Securities and Exchange
Commission (‘‘Commission’’) a
proposed rule change pursuant to
Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’) 1 and Rule
19b–4 thereunder,2 to establish a new
order type for Nasdaq-listed securities
called the Total Good-till-Canceled
order, which would be eligible for
execution during the pre-market trading
session and would be processed
precisely as the Good-till-Canceled
order. The proposed rule change was
published for comment in the Federal
Register on June 23, 2005.3 The
Commission received no comments on
the proposal. This order approves the
proposed rule change.
The Commission finds that the
proposed rule change is consistent with
the requirements of the Act and the
rules and regulations thereunder
applicable to a national securities
association,4 the requirements of
Section 15A of the Act,5 in general, and
Section 15A(b)(6) of the Act,6 in
particular, which requires, among other
things, that the rules of a national
securities association be designed to
facilitate transactions in securities and
to remove impediments to and perfect
the mechanism of a free and open
5 17
currently has such fee collection
arrangements with The Bond Market Association
(‘‘TMBA’’) pursuant to specific rules provisions.
FICC continues to collect fees on behalf of TBMA;
however, pursuant to this filing, the existing rules
provisions which govern the TBMA arrangement
will be replaced with broader language intended to
cover all such fee collection arrangements entered
into by FICC.
4 15 U.S.C. 78q–1(a)(A)(B).
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3 FICC
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44413
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 See Securities Exchange Act Release No. 51859
(June 16, 2005), 70 FR 36428.
4 In approving the proposed rule change, the
Commission has considered its impact on
efficiency, competition, and capital formation. 15
U.S.C. 78c(f).
5 15 U.S.C. 78o–3.
6 15 U.S.C. 78o–3(b)(6).
1 15
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]]>Agencies
[Federal Register Volume 70, Number 147 (Tuesday, August 2, 2005)]
[Notices]
[Pages 44410-44413]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E5-4110]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-28004]
Filings Under the Public Utility Holding Company Act of 1935, as
Amended (``Act'')
July 27, 2005.
Notice is hereby given that the following filing(s) has/have been
made with the Commission pursuant to provisions of the Act and rules
promulgated under the Act. All interested persons are referred to the
application(s) and/or declaration(s) for complete statements of the
proposed transaction(s) summarized below. The application(s) and/or
declaration(s) and any amendment(s) is/are available for public
inspection through the Commission's Branch of Public Reference.
Interested persons wishing to comment or request a hearing on the
application(s) and/or declaration(s) should submit their views in
writing by August 22, 2005, to the Secretary, Securities and Exchange
Commission, 100 F Street, NE., Washington, DC 20549-9303, and serve a
copy on the relevant applicant(s) and/or declarant(s) at the
address(es) specified below. Proof of service (by affidavit or, in the
case of an attorney at law, by certificate) should be filed with the
request. Any request for hearing should identify specifically the
issues of facts or law that are disputed. A person who so requests will
be notified of any hearing, if ordered, and will receive a copy of any
notice or order issued in the matter. After August 22, 2005, the
application(s) and/or declaration(s), as filed or as amended, may be
granted and/or permitted to become effective.
PNM Resources, Inc., et al. (70-10280)
PNM Resources, Inc. (``PNM Resources''), a registered holding
company, PNMR Services Company (``Services''), a wholly-owned service
company subsidiary of PNM Resources, and Public Service Company of New
Mexico (``PNM''), a public utility company subsidiary of PNM Resources,
all located at Alvarado Square (MS-0920), Albuquerque, New Mexico 87158
and Texas-New Mexico Power Company (``TNMP''), an electric public
utility subsidiary of PNM Resources, 4100 International Plaza, Fort
Worth, Texas 76109 (collectively, ``Applicants''), have filed an
application-declaration (``Application'') under sections 9, 10 and
13(b) of the Act and rules 54, 88, 90, 91 and 93 under the Act.
I. Background
PNM Resources is a holding company that has recently registered
under the Act.\1\ Prior to June 6, 2005, PNM Resource's active
subsidiaries included PNM, Avistar Inc. (``Avistar''), a nonutility
company engaged in developing and marketing power system technologies,
and PNMR Development and Management Corporation (``PNMR Development''),
a company engaged in contract administration concerning the Luna Energy
power generation project.
[[Page 44411]]
On June 6, 2005, the Commission issued an order (the ``Acquisition
Order'') authorizing PNM Resources to acquire all of the voting
securities of TNP Enterprises, Inc. (``TNP Enterprises''), a public
utility holding company then-claiming exemption by rule 2 under the
Act.\2\ The Acquisition Order authorized Services to provide services
to TNP Enterprises and its active subsidiaries. The Acquisition Order
also authorized transferring shared services employees and their
functions from subsidiaries of TNP Enterprises to Services. As of June
6, 2005, the active subsidiaries of TNP Enterprises included TNMP, FCP
Enterprises, Inc., a Delaware corporation, and an intermediate
subsidiary parent of First Choice Power Special Purpose, L.P. (``First
Choice''), and First Choice, an energy-marketer.\3\ The recipients of
such services are referenced herein as ``Service Recipients.''
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\1\ PNM Resources filed a notice of registration under the Act
on December 30, 2004. In PNM Resources, Inc., Holding Co. Act
Release No. 27934 (December 30, 2004), PNM Resources committed to
file this application to qualify its service company under rule 88
within thirty days of registration; the Application was filed
January 28, 2005.
\2\ Holding Co. Act Release No. 27979 (June 1, 2005). TNP
Enterprises has since filed a notification of registration under the
Act.
\3\ First Choice is a Texas limited partnership and a bankruptcy
remote special purpose entity certificated retail electric (``REP'')
provider in Texas to which the original REP certificate of First
Choice Power was transferred pursuant to an Order of the Public
Utility Commission of Texas. A new certificate was granted to First
Choice Power, Inc., which is now First Choice Power, L.P., also a
subsidiary of TNP Enterprises and FCP Enterprises, Inc. These
entities are collectively called ``First Choice.''
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II. Current Requests
Applicants seek authorization for the continued operation of
Services and for it to continue to provide services, at cost in
accordance with the Commission's regulations, to PNM Resources and to
PNM Resources' other active subsidiaries: PNM, Avistar, Inc., PNMR
Development,\4\ TNMP, FCP Enterprises, Inc. and First Choice. These
services are to be provided in accordance with rules 90 and 91 under
the Act. As of January 1, 2005, PNM Resources ceased providing
services, which required personnel, to its affiliates and only retained
its lessor and sub-lessor interest in office and office-related
properties used in its subsidiaries operations. Services has entered
into an administrative services agreement between PNM Resources and
Services (``Services Agreement'').\5\ Services requests authorization
to provide services pursuant to rules 90 and 91 to authorized affiliate
Service Recipients on terms substantially identical to the Services
Agreement. PNM and Avistar have consented to the amendment and
assignment from PNM Resources to Services of their previously existing
service agreements so as to conform to the terms of the Services
Agreement and enable PNM Resources to cease rendering affiliate
services.
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\4\ PNMR Development is engaged in contract administration
concerning the Luna Energy power generation project. PNM Resources,
Holding Co. Act Release No. 27934 ( December 30, 2004) describes the
Luna energy project and authorizes the formation of subsidiaries for
project development purposes.
\5\ The only service function that will remain at PNM Resources
is the provision by it of access to offices to Services and PNM.
Otherwise, Services proposes to provide its Serviced Recipients with
all administrative, management, and support services as described in
the Application.
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Applicants request authority under section 13(b) of the Act for
TNMP to sublease and provide access to its existing offices and related
facilities owned or leased by it at cost to Services and to First
Choice. TNMP's leasehold interests were obtained by TNMP prior to the
acquisition of TNP Enterprises by PNM Resources. Before the
acquisition, TNMP provided certain shared services to First Choice and
TNPE Enterprises. Prior to the acquisition, employees occupied TNMP's
leased offices and related facilities which are leased from a non-
affiliate. In connection with the acquisition closing, the services
agreements between TNMP and First Choice and between TNMP and TNP
Enterprises were terminated, and the new services agreements initiated
with Services. The office space used by the discrete group of ``shared
services'' employees at the TNMP office building will continue to be
associated with those employees (who will not need to move physically),
and the cost associated with the space specific to First Choice will be
directly assigned to First Choice. In light of the transfer of shared
services employees from TNMP to Services, TNMP requests authority to
lease such offices and related facilities at cost to Services, and
authority for Services to provide access at cost to a portion of such
offices and related facilities to First Choice.
PNM Resources requests authority to continue its practice of
subleasing insubstantial space in its Alvarado Square office building
to certain non-affiliates. PNM Resources subleases insubstantial space
in its Alvarado Square office building to several non-affiliated
tenants that are engaged in businesses that pertain to the functions of
the complex.
Applicants further request that the Commission authorize reporting
under rule 93 that is consistent with the form of accounts required by
rate regulatory agencies, including Federal Power Act Form 1, to the
extent there is a conflict between such accounts and those prescribed
pursuant to 17 CFR part 256. Applicants are not requesting relief from
rule 94. Services' accounting and cost allocation methods and
procedures are structured so as to comply with the Commission's
standards for service companies in registered holding company systems.
Services' billing system will use the ``Uniform System of Accounts for
Mutual Service Companies,'' established by the Commission for holding
company systems. Services will utilize the chart of accounts specified
in the Federal Energy Regulatory Commission's (``FERC'') Uniform System
of Accounts for Public Utilities and Licensees (18 CFR 101).
Finally, PNM requests authority to provide generating plant
operating dispatch services to its affiliates at cost in compliance
with rules 90 and 91. Specifically, PNM requests authority to provide
joint dispatch services to its affiliates in connection with PNM's
generation resources and affiliate generation resources at cost. PNM
Resources' dispatch center supports its control area function and will
be predominantly used to support PNM plant dispatch and related
transactions. PNM provides electrical control services from much of New
Mexico, including the services area of PNM and TNMP in New Mexico.
III. Description of Services
Services' capitalization consists of 1,000 shares of common stock,
no par value. It is anticipated that Services will finance its business
through working capital, equipment and assets contributed by PNM
Resources and issuance of debt securities exempted under rule 52(b) to
associate companies or unaffiliated parties or otherwise authorized by
the Act, rules and Commission orders. PNM Resources has contributed to
Services certain physical property and contract rights as are necessary
for Services to succeed to the services function previously performed
by PNM Resources. PNM Resources has contributed $5 million cash to
Services.\6\ Approximately six hundred employees have transferred to
the payroll of Services from PNM Resources and its affiliates. In order
to provide substantially the same services as were previously provided
by PNM Resources, Services has entered into leases and subleases with
PNM Resources to occupy essentially the same office space that PNM
Resources used for corporate support services at rates established at
cost. Applicants state that this
[[Page 44412]]
arrangement avoids the transactional costs that would otherwise be
incurred in transferring property rights.
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\6\ PNM Resources further intends to loan funds to Services at
the effective cost of capital as authorized by rule 52(b).
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Applicants commit that no material change in the organization of
Services, the type and character of the companies to be serviced, the
methods of allocating cost to Service Recipients, or in the scope or
character of the services to be rendered subject to section 13 of the
Act, or any rule or order under the Act, shall be made unless and until
Services shall first have given the Commission written notice of the
proposed change not less than 60 days prior to the proposed
effectiveness of any such change. If, upon the receipt of any such
notice, the Commission shall notify Services within the 60-day period
that a question exists as to whether the proposed change is consistent
with the provisions of section 13 of the Act, or of any rule under the
Act, or Commission order, then the proposed change shall not become
effective unless and until Services shall have filed with the
Commission an appropriate declaration regarding such proposed change
and the Commission shall have permitted such declaration to become
effective.
Applicants have determined that the existing methods of allocating
costs presented in the Services Agreement are consistent with those
approved by the NMPRC on June 28, 2001. Under these cost allocations,
the costs for services will be assigned to the companies that cause or
benefit from those services. All charges for service shall be
distributed among Service Recipients, to the extent possible, based on
direct assignment. Costs which cannot be directly charged will be
allocated using an appropriate cost allocation methodology that will
take into account the cost causation of the type of service to be
allocated. The application of a specific allocation method will be
determined based upon principles of cost responsibility traditionally
applied in electric and gas utility accounting and regulation such that
each functional area supported by Services bears a fair share of fixed
costs in addition to paying the variable costs associated with specific
activities. Charges for all services provided by Services to its
Service Recipients under the Service Agreements will be on an ``at
cost'' basis as determined under rules 90 and 91 of the Act.
AGL Resources Inc. (70-10304)
AGL Resources Inc. (``AGL''), Ten Peachtree Place, Suite 1000,
Atlanta, Georgia 30309, a registered holding company has filed an
application-declaration under sections 6(a), 7, 9(a), 10, 11 and 12(b)
of the Act.
Generally, AGL requests authority to organize and finance one or
more direct or indirect subsidiaries to engage in certain gas- and
energy-related nonutility businesses in Canada, Mexico and/or the
United States.
I. Background
AGL distributes natural gas to more than 2.2 million end-use
customers through public-utility company subsidiaries organized in
Georgia (Atlanta Gas Light Company), Tennessee (Chattanooga Gas
Company), Virginia (Virginia Natural Gas Inc. and Virginia Gas
Distribution Company) and New Jersey (Pivotal Utility Holdings, Inc.).
Pivotal Utility Holdings owns and operates utility facilities in New
Jersey, Florida and Maryland through the following divisions:
Elizabethtown Gas, Florida City Gas, and Elkton Gas.
AGL is also involved in various energy- and gas-related nonutility
businesses, including: retail natural gas marketing to end-use
customers in Georgia; natural gas asset management and related
logistics activities for its own utilities as well as for other non-
affiliated companies; operation of high deliverability underground
natural gas storage; and construction and operation of
telecommunications conduit and fiber infrastructure within select
metropolitan areas. The common stock of AGL is listed on the New York
Stock Exchange.
Through various subsidiaries, Sequent, LLC (``Sequent''), an
indirect, wholly-owned subsidiary company of AGL, is engaged in the
optimization of natural gas assets, gas transportation and storage,
producer and peaking services and the wholesale marketing of natural
gas. Sequent's asset optimization business focuses on capturing value
from idle or underutilized natural gas assets, which are typically
amassed by companies via investments in, or contractual rights to,
natural gas transportation and storage facilities. Margins are
typically created in this business by participating in transactions
that balance the needs of varying markets and time horizons. Sequent
provides its customers with natural gas from the major producing
regions and market hubs primarily in the Eastern and Mid-Continental
United States. Sequent also purchases transportation and storage
capacity to meet its delivery requirements and customer obligations in
the marketplace. Sequent's customers benefit from its logistics
expertise and ability to deliver natural gas at prices that are
advantageous relative to the other alternatives available to its end-
use customers.
II. Requests for Authority
AGL requests authority to acquire interests in energy- and gas-
related nonutility businesses operating in Canada, Mexico and/or the
U.S (``Foreign Nonutility Businesses'').\7\ Typically, these
investments would be made through one or more direct or indirect
subsidiaries of Sequent and funded by acquisitions of equity and debt
securities of Foreign Nonutility Businesses, borrowings from AGL's
nonutility money pool by Foreign Nonutility Businesses, and guarantees.
AGL would limit its direct and indirect investments in Foreign
Nonutility Businesses to an aggregate amount not to exceed $300 million
(``Investment Limit'') in the form of equity, debt and guarantees,
including nonutility money pool borrowings, through September 31, 2008
(``Authorization Period''). AGL's public utility subsidiary companies
would not directly or indirectly acquire any Foreign Nonutility
Businesses and they would not provide funding for, extend credit to, or
guarantee the obligations of, Foreign Nonutility Businesses.
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\7\ Investments in gas- and energy-related businesses that may
be acquired under rule 58 would be subject to the investment limits
under that rule, not the limit described below.
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The specific nonutility businesses in which AGL seeks authorization
to invest include: (1) Energy management services and other energy
conservation related businesses; (2) the maintenance and monitoring of
utility equipment; (3) the provision of utility related or derived
software and services; (4) engineering, consulting and technical
services, operations and maintenance services; (5) brokering and
marketing of natural gas, electricity and other energy commodities and
providing incidental related services, such as fuel management, storage
and procurement; and (6) oil and gas exploration, development,
production, gathering, transportation, storage, processing and
marketing activities, and related or incidental activities. AGL does
not seek authority to acquire any assets that would cause any
subsidiary to be or become an ``electric-utility company'' or ``gas-
utility company,'' as those terms are defined in sections 2(a)(3) and
2(a)(4) of the Act.
AGL requests authority for all Foreign Nonutility Businesses to
participate as borrowers and lenders in the nonutility money pool
authorized by Commission order dated April 1, 2004 (Holding Co. Act
Release No. 27828). Participation in the nonutility money pool would
include unsecured short-term borrowing, contributing surplus funds,
[[Page 44413]]
and lending and extending credit to other nonutility money pool
participants.
For the Commission by the Division of Investment Management,
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. E5-4110 Filed 8-1-05; 8:45 am]
BILLING CODE 8010-01-P
